Agenda - Council - 06/09/2026 - Laserfiche WebLink

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until an Event of Default (as defined in the Loan Agreement) or a default shall occur and be continuing under the Development Agreements. 5. Events of Default: Remedies. Upon the occurrence of an Event of Default under the Loan (as defined in the Loan Agreement), the Lender may, without affecting any of its rights or remedies against the Borrower under any other instrument, document or agreement, exercise its rights under this Assignment as the Borrower's attorney -in -fact in any manner permitted by law and in addition the Lender shall have the right to exercise and enforce any and all rights and remedies available after a default to a secured party under the Uniform Commercial Code as adopted in the State of Minnesota. If notice to the Borrower of any intended disposition of collateral or of any intended action is required by law in any particular instance, such notice shall be deemed commercially reasonable if given at least ten (10) calendar days prior to the intended disposition or other action. 6. Consent of City to Assignment. Pursuant to the Development Agreements, the City hereby consents to and approves of the assignment of the Development Agreements hereunder by the Borrower to the Lender. The City hereby consents and agrees to the terms and conditions of this Assignment. The City further represents and warrants to the Lender that the Development Agreements are valid agreements enforceable in accordance with their respective terms and that neither the City nor, to the best of its knowledge the Borrower is in default thereunder and that all covenants, conditions and agreements have been performed as required therein, except those not to be performed until after the date hereof. 7. Notices of Default to Lender. The City hereby agrees to provide the Lender with copies of any notice of default under the Development Agreements, and that the Lender shall have the right, but not the obligation, to cure any such default on behalf of the Borrower within the periods of time afforded to the Borrower under the Development Agreements. 8. Amendments: Termination: Copies of Correspondence — Development Agreements. The parties hereto agree that the City will not, without the prior written consent of the Lender, (i) terminate or cancel the Development Agreements except in accordance with the terms thereof; (ii) the City will send the Lender a copy of each correspondence, notice, or other document in connection with the Development Agreements (collectively "Correspondence") at the same time that such Correspondence is sent to the Borrower; and (iii) upon the occurrence of a default under the Development Agreements which remains uncured, the City will allow the Lender to cure such default or to cause such default to be cured within the time periods allowed under the Development Agreements. 9. Amendments and Waivers by Lender. This Assignment can be waived, modified, amended, terminated or discharged only explicitly in a writing signed by the Lender. A waiver by the Lender shall be effective only in a specific instance and for the specific purpose given. Mere delay or failure to act shall not preclude the exercise or enforcement of any of the Lender's rights or remedies hereunder. All rights and remedies of the Lender shall be cumulative and may be exercised singularly or concurrently, at the Lender's option, and any exercise or enforcement of any one such right or remedy shall neither be a condition to nor bar the exercise or enforcement of any other. 10. Assignment Not Modification of Development Agreement. No provision of this Assignment shall be deemed or construed to alter, amend or modify, in any way, the rights and obligations of the City or the Borrower contained in the Development Agreements. 11. Notices. Any notice, request, demand or other communication hereunder shall be deemed fully given if delivered or postage prepaid, certified or registered, addressed to the party as set forth below: 2